SEC Form 4 · accession 0000049071-16-000127
HUMANA INC · HUM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian P. LeClaire
Officer — SVP & Chief Information Off.
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 6:34 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000049071
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Humana CommonF11 | Feb 20, 2016 | M | 9,192 | $0.00 | A | 21,157 | D | |
| Humana Common | Feb 20, 2016 | F | 3,673 | $166.345 | D | 17,484 | D | |
| Humana CommonF1 | holding | — | — | — | 133 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OptionsF5 | $167.805 | Feb 18, 2016 | A | 14,764 | A | — | Feb 18, 2023 | Humana Common | 14,764 | 14,764 | D |
| Restricted Stock UnitsF6,F7 | — | Feb 20, 2016 | M | 2,231 | D | — | — | Humana Common | 2,231 | 0 | D |
| Restricted Stock UnitsF6,F9 | — | Feb 18, 2016 | A | 3,278 | A | — | — | Humana Common | 3,278 | 3,278 | D |
| OptionsF2 | $72.84 | holding | — | — | — | — | Feb 20, 2020 | Humana Common | 2,254 | 2,254 | D |
| OptionsF3 | $102.155 | holding | — | — | — | — | Feb 18, 2021 | Humana Common | 7,450 | 7,450 | D |
| OptionsF4 | $164.645 | holding | — | — | — | — | Feb 24, 2022 | Humana Common | 14,913 | 14,913 | D |
| Restricted Stock UnitsF6,F8 | — | holding | — | — | — | — | — | Humana Common | 2,447 | 2,447 | D |
| Phantom Stock UnitsF10 | — | holding | — | — | — | — | — | Humana Common | 61 | 61 | I |
Explanation of responses
- F1Stock units held for the benefit of reporting person as of January 31, 2016 under the Humana Retirement & Savings Plan including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, both exempt under Rule 16b-3(c).
- F10Phantom Stock Units held for the benefit of reporting person as of January 31, 2016 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. The ending number of units reflects normal fluctation due to changes in stock price.
- F11Includes both time and performance-based restricted stock units that vested on 2/20/2016.
- F2Right to buy pursuant to Company's 2003 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/20/13, vesting in three increments from 02/20/14 to 02/20/16.
- F3Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/18/14, vesting in three increments from 02/18/15 to 02/18/17.
- F4Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/24/15, vesting in three increments from 02/24/16 to 02/24/18.
- F5Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/18/16, vesting in three increments from 02/18/17 to 02/18/19.
- F6Right to receive one share per restricted stock unit pursuant to the Company's 2011 Stock Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1) & (3).
- F7Restricted stock units granted to reporting person on 2/20/13, 100% of the award is vesting on 2/20/16.
- F8Restricted stock units granted to reporting person on 2/18/14, 100% of the award is vesting on 2/18/17.
- F9Restricted stock units granted to reporting person on 02/18/16, 33% of the award is vesting on 12/15/16, 12/15/17, and 12/15/18.